Net Working Capital Value definition

Net Working Capital Value means the current assets of the Electrical Business, less the current liabilities of the Electrical Business (other than relating to Income Taxes (current or deferred)), as of 12:01 A.M. (C.S.T.) on the Closing Date prepared in a manner consistent with GAAP with the “E&Y Adjustments” set forth in, and otherwise consistent with the preparation of, the sample calculation set forth on Exhibit B.
Net Working Capital Value as of a specified date shall mean the carrying value of Transferred Receivables, plus the net carrying value of Inventory, plus the carrying value of the portion of the Prepaids prorated to Seller Group pursuant to Section 3(e) hereof, minus the carrying value of Payables, in each case on the Books and Records as of such date.
Net Working Capital Value means only in respect of Concord, Terra Rouge, Alpharetta and Wax, the amount equal to the prepaid amounts (including deposits, but not deposits in respect of machinery or other capital assets) in respect of contracts assumed by Buyer, inventory and Accounts Receivable included in the Acquired Assets (net of reserves for such items prepared in accordance with GAAP) less the Assumed Liabilities as of the Closing Date calculated in accordance with GAAP, but excluding contractual commitments for goods or equipment delivered and services provided on or after the Closing date; provided (i) that such amount shall be reduced further, if necessary, by the value of any raw materials, goods in process and finished goods included in the Acquired Assets in excess of quantities adequate and sufficient to operate the Business for a period of four (4) months in the Ordinary Course of Business (for each SKU in respect of goods in process and finished goods) and by the value of any packaging included in the Acquired Assets in excess of quantities adequate and sufficient to operate the Business for a period of twelve (12) months in the Ordinary Course of Business for each SKU, and (ii) such amount shall be reduced by any bad debts, including subsequent bankruptcies, and subsequent customer deductions, including unsaleables, fines and penalties, markdowns, price adjustments and rebates occurring within one hundred twenty (120) days of the Closing Date to the extent that such amounts have not already been included in the calculation of Accounts Receivable. For greater certainty, the Real Property Adjustments shall not be included in connection herewith.

Examples of Net Working Capital Value in a sentence

  • Within ninety (90) days after the Closing Date, the Buyer shall deliver to the Seller a statement which calculates the (i) Net Working Capital Value, and based thereon a calculation of the Net Working Capital Surplus or the Net Working Capital Deficit, as the case may be, (iii) Cash Amount and (iv) Company Indebtedness and, taking into account thereof, the Buyer’s calculation of the Purchase Price (the “Closing Statement”).

  • The Closing Statement and the resulting calculation of Net Working Capital Value (including the Net Working Capital Surplus or the Net Working Capital Deficit, as the case may be), Cash Amount, Company Indebtedness and the Purchase Price, as so adjusted by agreement and/or by the Independent Accountant (if required), shall be final and binding on the Parties.

  • Net Working Capital = Current Assets – Current Liabilities Schedule of Changes in Net Working Capital Value in lac Working Capital (in Rs. Lacs)2006-07 2007-08 2008-09 2009-10 2010-2011145910.22156302.4610880289901.597550.22006-072007-082008-092009-102010-2011 Analysis: Net working capital requirement year 2010-11 has increased a lot.


More Definitions of Net Working Capital Value

Net Working Capital Value means the difference between (i) the total current assets of the Company (excluding cash) as of the date of determination reduced by (ii) the total current liabilities of the Company as of the date of determination, in each case as determined in accordance with GAAP by Buyer and reviewed by Buyer's accountants.

Related to Net Working Capital Value

  • Net Working Capital means, at any time, Consolidated Current Assets at such time minus Consolidated Current Liabilities at such time.

  • Net Working Capital Amount means, with respect to a Participating McNeil Partnership, the excess of the Positive Excess Cash Balance of such Participating McNeil Partnership over the cash on hand of such Participating McNeil Partnership immediately prior to the Effective Time.

  • Estimated Net Working Capital shall have the meaning set forth in Section 2.3(a).

  • Target Net Working Capital Amount means $0.

  • Target Working Capital Amount means $162,000,000.

  • Final Net Working Capital shall have the meaning set forth in Section 2.3(b)(ii).

  • Working Capital Amount shall have the meaning specified in Section 3.4(e).

  • Target Net Working Capital means $36,500,000.

  • Adjusted Working Capital means the remainder of (a) the consolidated current assets of the Obligors minus the amount of cash and cash equivalents included in such consolidated current assets, minus (b) the consolidated current liabilities of the Obligors minus the amount of consolidated short-term Debt (including current maturities of long-term Debt) of the Obligors included in such consolidated current liabilities.

  • Target Working Capital has the meaning set forth in Section 2.06(a)(ii).

  • Net Working Capital Target means $0.00.

  • Net Working Capital Adjustment means (a) the amount by which Net Working Capital as of immediately prior to the Closing exceeds Target Net Working Capital or (b) the amount by which Net Working Capital as of immediately prior to the Closing is less than Target Net Working Capital, in each case, if applicable; provided, that any amount which is calculated pursuant to clause (b) above shall be deemed to be a negative number.

  • Estimated Working Capital has the meaning set forth in Section 2.3(a).

  • Net Working Capital Adjustment Amount means an amount, which may be a positive or negative number, equal to the Net Working Capital as of the Effective Time minus the Net Working Capital Threshold.

  • Consolidated Working Capital Adjustment means, for any period on a consolidated basis, the amount (which may be a negative number) by which Consolidated Working Capital as of the beginning of such period exceeds (or is less than) Consolidated Working Capital as of the end of such period.

  • Working Capital Assets means the current assets of Company and its Subsidiaries as of the Effective Time (including all Cash and Cash Equivalents), each determined in accordance with Accounting Principles but excluding all Tax assets; provided, however, in no event shall any accounts receivable relating to item #3 (System Gain/Loss) on Schedule 4.5 be included as a current asset of the Company or its Subsidiaries.

  • Estimated Closing Net Working Capital has the meaning set forth in Section 2.5.

  • Closing Net Working Capital has the meaning set forth in Section 2.6(a).

  • Consolidated Working Capital at any date, the excess of Consolidated Current Assets on such date over Consolidated Current Liabilities on such date.

  • Consolidated Net Working Capital means (a) all current assets of the Company and its Restricted Subsidiaries except current assets from Oil and Gas Hedging Contracts, less (b) all current liabilities of the Company and its Restricted Subsidiaries, except (i) current liabilities included in Indebtedness, (ii) current liabilities associated with asset retirement obligations relating to oil and gas properties and (iii) any current liabilities from Oil and Gas Hedging Contracts, in each case as set forth in the consolidated financial statements of the Company prepared in accordance with GAAP (excluding any adjustments made pursuant to FASB ASC 815).

  • Base Working Capital means $25,000,000.

  • Final Working Capital has the meaning set forth in Section 2.4(b)(iii).

  • Estimated Working Capital Adjustment means the amount by which the Estimated Working Capital is greater or less than the Base Working Capital, any such excess amount being treated as a positive number and any shortfall being treated as a negative number;

  • Final Closing Net Working Capital has the meaning set forth in Section 2.6(c).

  • Working Capital Target has the meaning set forth in Section 1.3(b).

  • Closing Date Net Working Capital has the meaning specified in Section 3.4(a).